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M&A

Company sale

A sale works when preparation, discretion and competition come together — not when a single interested party sits at the table.

Most of the value is created before the first buyer meeting. Adjusted numbers, a defensible plan, tidy contracts and an equity story that fits the business decide price and negotiating position later on.

Discretion is not a side issue. Employees, clients and banks learn about a sale at the right moment, not through the market. We approach buyers anonymously and release names only after a signed NDA.

In the end it is not the highest indicative offer that counts, but the offer that survives due diligence and is funded.

Makes sense when

  • succession or an exit is due
  • shareholders pursue different goals
  • a division no longer fits the core
  • a strategic partner can do more than you alone

Key facts

Timeline
6–12 months
Buyers
Strategics, PE, family offices
Valuation
Multiple on adjusted EBITDA
Confidentiality
NDA before any name

Building blocks

What carries the process

Preparation and adjustments

One-off effects, owner salaries, non-operating assets: every adjustment is documented so it holds up in due diligence. Anything sloppy here costs price later.

  • Evidence adjusted EBITDA
  • Tidy contracts and registers
  • Disclose dependencies

Buyer approach

A short, vetted list rather than a broad mailing. We check strategy, funding capability and behaviour in earlier deals before anyone is contacted.

  • Anonymous teaser
  • NDA before detail
  • Create real competition

Comparing offers

Price is one dimension. Structure, earn-out, vendor loan, warranties and funding certainty decide what actually arrives.

  • Test the payment structure
  • Challenge earn-out terms
  • Require proof of funding

Negotiation and closing

Purchase agreement, warranty catalogue, indemnities and W&I cover. This is where you decide which risks stay with you after closing.

  • Cap warranties
  • Consider W&I insurance
  • Agree the transition

Process

The sale process

  1. Schritt 01

    Starting point

    Objectives, timing, shareholder expectations — and what is realistically achievable.

  2. Schritt 02

    Preparation

    Numbers, plan, materials and equity story. The data room is built in parallel.

  3. Schritt 03

    Buyer list

    Longlist, then shortlist. Every name is justified; you decide who is approached.

  4. Schritt 04

    Approach

    Anonymous teaser, NDA, then information memorandum and indicative offers.

  5. Schritt 05

    Due diligence

    Financial, legal, tax, sometimes commercial — managed so the business keeps running.

  6. Schritt 06

    Signing and closing

    Negotiation, boards, conditions precedent, payment.

From live mandates

Why processes fail

Only one interested party

Without competition the buyer negotiates alone. We run processes so several parties work in parallel — that changes both price and pace.

The numbers do not hold up

When adjusted EBITDA shrinks in due diligence, price is reopened. So we test adjustments as critically as the buyer will.

Questions

Frequently asked questions

Prepare a sale confidentially

A first conversation costs nothing and clarifies what your company is worth in the market and how a process would look.

Get in touch now